UK Takeover Code filings by major fund managers
March 27, 2026 at 11:10 UTC

Key Points
- Dimensional, Man Group and MFS filed new UK Takeover Code Form 8.3 disclosures on 27 March 2026
- Multiple positions above 1% were reported in LondonMetric, Picton, Spire, NCC, Just Group and Beazley
- Several disclosures relate to an offer involving a consortium of LondonMetric and Schroder Real Estate Investment Trust
- The filings detail cash equity holdings, derivatives and recent trades as of 26 March 2026
New Form 8.3 disclosures under the UK Takeover Code
Several asset managers, including Dimensional Fund Advisors and Man Group, have filed Form 8.3 disclosures in relation to a series of UK-listed companies subject to the Takeover Code.
The disclosures are public opening position/dealing disclosure forms under Rule 8.3 for persons with interests in relevant securities representing 1% or more.
Dimensional positions in LondonMetric, Schroder REIT and Picton
Dimensional Fund Advisors Ltd filed a Form 8.3 in respect of a consortium comprising LondonMetric Property plc and Schroder Real Estate Investment Trust Limited, as well as separately for Picton Property Income Ltd.
In LondonMetric Property 10p ordinary shares, Dimensional reported ownership or control of 25,892,923 shares, representing 1.10% of the class. It noted that it has no discretion over voting decisions for 94,203 of these shares.
For Schroder Real Estate Investment Trust ordinary NPV shares, Dimensional disclosed interests in 6,414,877 shares, amounting to 1.31% of the relevant securities.
In a separate filing for Picton Property Income Ltd ordinary NPV shares, Dimensional reported holdings of 3,456,657 shares, equal to 0.67% of the class, and recorded a purchase of 50,326 shares at 0.7625 GBP per share.
Dimensional disclosures in Spire Healthcare and NCC Group
Dimensional also filed Form 8.3 disclosures for Spire Healthcare Group PLC and NCC Group PLC, each based on positions as at 26 March 2026.
In Spire Healthcare 1p ordinary shares, Dimensional reported 12,182,283 shares, representing 3.02% of the relevant securities, including 56,192 shares over which it does not have voting discretion. The filing records a purchase of 11,131 Spire shares at 1.4659 GBP per share.
For NCC Group 1p ordinary shares, Dimensional disclosed interests in 4,361,518 shares, corresponding to 1.50% of the class. It reported a purchase of 14,101 NCC shares at 1.1419 GBP per share.
Man Group positions in Just Group and LondonMetric consortium
Man Group PLC submitted separate Form 8.3 disclosures for Just Group Plc and for the consortium comprising LondonMetric Property plc and Schroder Real Estate Investment Trust Limited, also referencing Picton Property Income Limited as an offeree in the latter filing.
In Just Group 10p ordinary shares, Man Group reported exposure via cash-settled derivatives over 10,582,557 shares, representing 1.01% of the relevant securities. No direct share ownership was listed in that form.
In relation to LondonMetric Property 10p ordinary shares, Man Group disclosed 26,300,047 shares owned or controlled, equal to 1.12%, plus cash-settled derivatives referencing 3,512,978 shares (0.14%). It also reported stock-settled derivatives and agreements to purchase or sell over 10,662,198 shares, a 0.45% short position. In total, Man Group’s long interests amounted to 29,813,025 LondonMetric shares, or 1.27%.
MFS stake and trades in Beazley
Massachusetts Financial Services Company filed a Form 8.3 for Beazley PLC, detailing its interest in the insurer’s common stock as at 26 March 2026.
MFS reported ownership or control of 11,339,789 Beazley shares, representing 1.89% of the relevant securities. It stated that it does not have discretion over voting for 576,235 of those shares.
The Beazley disclosure also recorded recent trades: a purchase of 1,545 shares at 12.6635 GBP per share and two sales of 11,022 and 11,615 shares at 12.6566 GBP and 12.6600 GBP per share, respectively.
Key Takeaways
- The filings show several global asset managers holding positions above 1% in a range of UK takeover situations, triggering Form 8.3 disclosure duties.
- Dimensional is a notable shareholder across multiple ongoing UK Code names, including LondonMetric, Schroder REIT, Picton, Spire and NCC Group.
- Man Group’s disclosures highlight both cash and stock-settled derivative exposures, particularly in LondonMetric and Just Group.
- MFS’s Beazley filing illustrates that even relatively small incremental trades must be reported once the 1% disclosure threshold is met under the Code.
References
- 1. https://finance.yahoo.com/markets/stocks/articles/dimensional-fund-advisors-ltd-form-103100589.html
- 2. https://finance.yahoo.com/markets/stocks/articles/man-group-plc-form-8-102600505.html
- 3. https://finance.yahoo.com/markets/stocks/articles/dimensional-fund-advisors-ltd-form-101600517.html
- 4. https://finance.yahoo.com/markets/options/articles/man-group-plc-form-8-102700128.html
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